UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number 811-23868

POPULAR U.S. GOVERNMENT MONEY MARKET FUND, LLC

Popular Center North Building, Second Level (Fine Arts),

209 Muñoz Rivera Avenue,

San Juan, Puerto Rico 00918

Angel M. Rivera, Principal Executive Officer

Popular Center North Building, Second Level (Fine Arts),

209 Muñoz Rivera Avenue,

San Juan, Puerto Rico 00918

(787) 754-4488

Date of fiscal year end: June 30

Date of reporting period: July 1, 2024 – December 31, 2024

ITEM 1. REPORT TO STOCKHOLDERS.

(a)           A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act, as amended (“Act”), is attached hereto.

Popular U.S. Government Money Market Fund, LLC 

MMTXX

: Class A Non-Withholding Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the Popular U.S. Government Money Market Fund, LLC (the "Fund") for the period of July 1, 2024 to December 31, 2024. You can find additional information about the Fund at https://www.popularfunds.com/us-government-money-market-fund. You can also request this information by contacting us at (787) 758-7400.

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investmentFootnote Reference(1)	Costs paid as a percentage of a $10,000 investment
Class A Non-Withholding Shares	$41	0.80%

Footnote	Description
Footnote(1)	Annualized for periods less than one year.

Maturity Weightings

(% total investments)

Value	Value
Daily	32.4%
Other	20.1%
Weekly (excludes Daily)	47.5%

Fund Statistics as of 12/31/2024

Total Net Assets	$698,588,350
# of Portfolio Holdings	6

Top Holdings as of 12/31/2024

(% of total investments)

Federal National Mortgage Association 01/03/25	27.19%
U.S. Treasury Bill 01/07/25	20.28%
U.S. Treasury Bill 01/09/25	20.13%
U.S. Treasury Bill 01/02/25	17.87%
Federal National Mortgage Association 01/02/25	11.25%
Federal Farm Credit Discount Notes 01/02/25	3.28%

Where can I find additional information about the Fund?

If you wish to view additional information about the Fund; including but not limited to its prospectus, holdings, financial information, and proxy information, please visit https://www.popularfunds.com/us-government-money-market-fund. 

Popular U.S. Government Money Market Fund, LLC 

Class A Non-Withholding Shares 

Semi-Annual Shareholder Report - December 31, 2024

241S-MMTXX-24

Popular U.S. Government Money Market Fund, LLC 

MMYXX

: Class A Withholding Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the Popular U.S. Government Money Market Fund, LLC (the "Fund") for the period of July 1, 2024 to December 31, 2024. You can find additional information about the Fund at https://www.popularfunds.com/us-government-money-market-fund. You can also request this information by contacting us at (787) 758-7400.

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investmentFootnote Reference(1)	Costs paid as a percentage of a $10,000 investment
Class A Withholding Shares	$47	0.92%

Footnote	Description
Footnote(1)	Annualized for periods less than one year.

Maturity Weightings

(% total investments)

Value	Value
Daily	32.4%
Other	20.1%
Weekly (excludes Daily)	47.5%

Fund Statistics as of 12/31/2024

Total Net Assets	$698,588,350
# of Portfolio Holdings	6

Top Holdings as of 12/31/2024

(% of total investments)

Federal National Mortgage Association 01/03/25	27.19%
U.S. Treasury Bill 01/07/25	20.28%
U.S. Treasury Bill 01/09/25	20.13%
U.S. Treasury Bill 01/02/25	17.87%
Federal National Mortgage Association 01/02/25	11.25%
Federal Farm Credit Discount Notes 01/02/25	3.28%

Where can I find additional information about the Fund?

If you wish to view additional information about the Fund; including but not limited to its prospectus, holdings, financial information, and proxy information, please visit https://www.popularfunds.com/us-government-money-market-fund. 

Popular U.S. Government Money Market Fund, LLC 

Class A Withholding Shares 

Semi-Annual Shareholder Report - December 31, 2024

241S-MMYXX-24

Popular U.S. Government Money Market Fund, LLC 

MMGXX

: Class I Institutional Non-Withholding Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the Popular U.S. Government Money Market Fund, LLC (the "Fund") for the period of July 1, 2024 to December 31, 2024. You can find additional information about the Fund at https://www.popularfunds.com/us-government-money-market-fund. You can also request this information by contacting us at (787) 758-7400.

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investmentFootnote Reference(1)	Costs paid as a percentage of a $10,000 investment
Class I Institutional Non-Withholding Shares	$43	0.85%

Footnote	Description
Footnote(1)	Annualized for periods less than one year.

Maturity Weightings

(% total investments)

Value	Value
Daily	32.4%
Other	20.1%
Weekly (excludes Daily)	47.5%

Fund Statistics as of 12/31/2024

Total Net Assets	$698,588,350
# of Portfolio Holdings	6

Top Holdings as of 12/31/2024

(% of total investments)

Federal National Mortgage Association 01/03/25	27.19%
U.S. Treasury Bill 01/07/25	20.28%
U.S. Treasury Bill 01/09/25	20.13%
U.S. Treasury Bill 01/02/25	17.87%
Federal National Mortgage Association 01/02/25	11.25%
Federal Farm Credit Discount Notes 01/02/25	3.28%

Where can I find additional information about the Fund?

If you wish to view additional information about the Fund; including but not limited to its prospectus, holdings, financial information, and proxy information, please visit https://www.popularfunds.com/us-government-money-market-fund. 

Popular U.S. Government Money Market Fund, LLC 

Class I Institutional Non-Withholding Shares 

Semi-Annual Shareholder Report - December 31, 2024

241S-MMGXX-24

Popular U.S. Government Money Market Fund, LLC 

MMFXX

: Class Institutional Withholding Shares

Semi-Annual Shareholder Report - December 31, 2024

Fund Overview

This semi-annual shareholder report contains important information about the Popular U.S. Government Money Market Fund, LLC (the "Fund") for the period of July 17, 2024 (commencement of operations) to December 31, 2024. You can find additional information about the Fund at https://www.popularfunds.com/us-government-money-market-fund. You can also request this information by contacting us at (787) 758-7400.

What were the Fund's costs for the last six months? 

(based on a hypothetical $10,000 investment)

Class Name	Costs of a $10,000 investmentFootnote Reference(1)	Costs paid as a percentage of a $10,000 investment
Class Institutional Withholding Shares	$40	0.80%

Footnote	Description
Footnote(1)	Annualized for periods less than one year.

Maturity Weightings

(% total investments)

Value	Value
Daily	32.4%
Other	20.1%
Weekly (excludes Daily)	47.5%

Fund Statistics as of 12/31/2024

Total Net Assets	$698,588,350
# of Portfolio Holdings	6

Top Holdings as of 12/31/2024

(% of total investments)

Federal National Mortgage Association 01/03/25	27.19%
U.S. Treasury Bill 01/07/25	20.28%
U.S. Treasury Bill 01/09/25	20.13%
U.S. Treasury Bill 01/02/25	17.87%
Federal National Mortgage Association 01/02/25	11.25%
Federal Farm Credit Discount Notes 01/02/25	3.28%

Where can I find additional information about the Fund?

If you wish to view additional information about the Fund; including but not limited to its prospectus, holdings, financial information, and proxy information, please visit https://www.popularfunds.com/us-government-money-market-fund. 

Popular U.S. Government Money Market Fund, LLC 

Class Institutional Withholding Shares 

Semi-Annual Shareholder Report - December 31, 2024

241S-MMFXX-24

(b)                Not applicable.

ITEM 2. CODE OF ETHICS.

Not applicable.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6. INVESTMENTS.

(a)                 Included as part of the financial statements filed under Item 7(a).

(b)                Not applicable.

ITEM 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

(a)

Popular

U.S.

Government

Money

Market

Fund,

LLC

Semi-Annual

Financial

Statements

and

Other

Information

December

31,

2024

(Unaudited)

TABLE

OF

CONTENTS

Schedule

of

Investments

3

Statement

of

Assets

and

Liabilities

4

Statement

of

Operations

5

Statement

of

Changes

in

Net

Assets

6

Financial

Highlights

-

Class

A

Non-Withholding

Shares

7

Financial

Highlights

-

Class

A

Withholding

Shares

8

Financial

Highlights

-

Class

I

Institutional

Class

Non-Withholding

Shares

9

Financial

Highlights

-

Class

I

Institutional

Class

Withholding

Shares

10

Notes

to

Financial

Statements

11

Other

Information

16

Popular

U.S.

Government

Money

Market

Fund,

LLC

SCHEDULE

OF

INVESTMENTS

December

31,

2024

3

See

Notes

to

Financial

Statements.

Principal

Security

Description

Rate

Maturity

Value

U.S.

Government

&

Agency

Obligations

-

100.3%

Discount

Note

-

41.8%

$

23,000,000‌

Federal

Farm

Credit

Discount

Notes

(a)

4.23%

01/02/25

$

22,997,297‌

78,900,000‌

Federal

National

Mortgage

Association

(a)

4.16

01/02/25

78,890,885‌

190,600,000‌

Federal

National

Mortgage

Association

(a)

4.44

01/03/25

190,553,197‌

292,441,379‌

U.S.

Treasury

Securities

-

58.5%

125,300,000‌

U.S.

Treasury

Bill

(a)

4.04

01/02/25

125,285,931‌

142,250,000‌

U.S.

Treasury

Bill

(a)

3.93

01/07/25

142,156,945‌

141,200,000‌

U.S.

Treasury

Bill

(a)

4.14

01/09/25

141,070,254‌

408,513,130‌

Total

U.S.

Government

&

Agency

Obligations

(Cost

$700,954,509)

700,954,509‌

Investments,

at

value

-

100.3%

(Cost

$700,954,509)

$

700,954,509‌

Other

Assets

&

Liabilities,

Net

-

(0.3)%

(2,366,159‌)

Net

Assets

-

100.0%

$

698,588,350‌

(a)

Zero

coupon

bond.

Interest

rate

presented

is

yield

to

maturity.

Popular

U.S.

Government

Money

Market

Fund,

LLC

STATEMENT

OF

ASSETS

AND

LIABILITIES

December

31,

2024

4

See

Notes

to

Financial

Statements.

ASSETS

Investments,

at

value

(Cost

$700,954,509)

$

700,954,509‌

Cash

197,584‌

Prepaid

expenses

227,319‌

Total

Assets

701,379,412‌

LIABILITIES

Payables:

Distributions

payable

2,194,617‌

Accrued

Liabilities:

Investment

Adviser

fees

335,422‌

Fund

services

fees

42,981‌

Other

expenses

218,042‌

Total

Liabilities

2,791,062‌

NET

ASSETS

$

698,588,350‌

COMPONENTS

OF

NET

ASSETS

Paid-in

capital

$

698,588,350‌

NET

ASSETS

$

698,588,350‌

SHARES

OF

BENEFICIAL

INTEREST

AT

NO

PAR

VALUE

(UNLIMITED

SHARES

AUTHORIZED)

Class

A

Non-Withholding

Shares

352,758,815‌

Class

A

Withholding

Shares

327,011,669‌

Class

I

Institutional

Non-Withholding

Shares

13,645,559‌

Class

I

Institutional

Withholding

Shares

5,172,307‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

SHARE

Class

A

Non-Withholding

Shares

(based

on

net

assets

of

$352,758,815)

$

1.00‌

Class

A

Withholding

Shares

(based

on

net

assets

of

$327,011,669)

$

1.00‌

Class

I

Institutional

Non-Withholding

Shares

(based

on

net

assets

of

$13,645,559)

$

1.00‌

Class

I

Institutional

Withholding

Shares

(based

on

net

assets

of

$5,172,307)

$

1.00‌

Popular

U.S.

Government

Money

Market

Fund,

LLC

STATEMENT

OF

OPERATIONS

FOR

THE

SIX

MONTHS

ENDED

DECEMBER

31,

2024

5

See

Notes

to

Financial

Statements.

INVESTMENT

INCOME

Interest

income

$

12,642,622‌

Total

Investment

Income

12,642,622‌

EXPENSES

Investment

Adviser

fees

653,876‌

Fund

services

fees

226,238‌

Transfer

agent

fees:

Class

A

Non-Withholding

Shares

9,950‌

Class

A

Withholding

Shares

9,317‌

Class

I

Institutional

Non-Withholding

Shares

9,145‌

Class

I

Institutional

Withholding

Shares

7,485‌

Distribution

fees:

Class

A

Non-Withholding

Shares

278,282‌

Class

A

Withholding

Shares

357,177‌

Registration

fees:

A

Non-Withholding

Shares

21,420‌

A

Withholding

Shares

6,420‌

Institutional

Non-Withholding

Shares

1,214‌

Institutional

Withholding

Shares

450‌

Professional

fees

182,837‌

Trustees'

fees

and

expenses

5,824‌

Offering

costs

258,754‌

Investment

Adviser

expense

reimbursements

recouped

225,537‌

Other

expenses

74,558‌

Total

Expenses

2,328,484‌

Fees

waived

(58,357‌)

Net

Expenses

2,270,127‌

NET

INVESTMENT

INCOME

10,372,495‌

INCREASE

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

$

10,372,495‌

Popular

U.S.

Government

Money

Market

Fund,

LLC

STATEMENT

OF

CHANGES

IN

NET

ASSETS

6

See

Notes

to

Financial

Statements.

*

Commencement

of

operations.

For

the

Six

Months

Ended

December

31,

2024

May

1,

2024*

through

June

30,

2024

OPERATIONS

Net

investment

income

$

10,372,495‌

$

169,015‌

Increase

in

Net

Assets

Resulting

from

Operations

10,372,495‌

169,015‌

DISTRIBUTIONS

TO

SHAREHOLDERS

Class

A

Non-Withholding

Shares

(4,400,691‌)

(8,072‌)

Class

A

Withholding

Shares

(5,680,234‌)

(160,449‌)

Class

I

Institutional

Non-Withholding

Shares

(232,145‌)

(494‌)

Class

I

Institutional

Withholding

Shares

(59,425‌)

–‌

Total

Distributions

Paid

(10,372,495‌)

(169,015‌)

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares:

Class

A

Non-Withholding

Shares

729,525,758‌

13,407,273‌

Class

A

Withholding

Shares

678,073,449‌

219,950,471‌

Class

I

Institutional

Non-Withholding

Shares

57,810,189‌

100,000‌

Class

I

Institutional

Withholding

Shares

17,627,956‌

–‌

Reinvestment

of

distributions:

Class

A

Non-Withholding

Shares

3,285,524‌

–‌

Class

A

Withholding

Shares

4,823,821‌

–‌

Class

I

Institutional

Non-Withholding

Shares

189,657‌

143‌

Class

I

Institutional

Withholding

Shares

47,402‌

–‌

Redemption

of

shares:

Class

A

Non-Withholding

Shares

(393,459,739‌)

–‌

Class

A

Withholding

Shares

(568,358,505‌)

(7,477,568‌)

Class

I

Institutional

Non-Withholding

Shares

(44,454,430‌)

–‌

Class

I

Institutional

Withholding

Shares

(12,503,051‌)

–‌

Increase

in

Net

Assets

from

Capital

Share

Transactions

472,608,031‌

225,980,319‌

Increase

in

Net

Assets

472,608,031‌

225,980,319‌

NET

ASSETS

Beginning

of

Period

$

225,980,319‌

$

–‌

End

of

Period

$

698,588,350‌

$

225,980,319‌

SHARE

TRANSACTIONS

Sale

of

shares:

Class

A

Non-Withholding

Shares

729,525,758‌

13,407,273‌

Class

A

Withholding

Shares

678,073,449‌

219,950,471‌

Class

I

Institutional

Non-Withholding

Shares

57,810,189‌

100,000‌

Class

I

Institutional

Withholding

Shares

17,627,956‌

–‌

Reinvestment

of

distributions:

Class

A

Non-Withholding

Shares

3,285,524‌

–‌

A

Withholding

Shares

4,823,821‌

–‌

Class

I

Institutional

Non-Withholding

Shares

189,657‌

143‌

Class

I

Institutional

Withholding

Shares

47,402‌

–‌

Redemption

of

shares:

Class

A

Non-Withholding

Shares

(393,459,739‌)

–‌

Class

A

Withholding

Shares

(568,358,505‌)

(7,477,568‌)

Class

I

Institutional

Non-Withholding

Shares

(44,454,430‌)

–‌

Class

I

Institutional

Withholding

Shares

(12,503,051‌)

–‌

Increase

in

Shares

472,608,031‌

225,980,319‌

Popular

U.S.

Government

Money

Market

Fund,

LLC

FINANCIAL

HIGHLIGHTS

7

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

the

period.

SS

For

the

Six

Months

Ended

December

31,

2024

June

25,

2024

(a)

Through

June

30,

2024

CLASS

A

NON-WITHHOLDING

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

1.00‌

$

1.00‌

INVESTMENT

OPERATIONS

Net

investment

income

(b)

0.02‌

0.00‌(c)

Total

from

Investment

Operations

0.02‌

0.00‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

(0.02‌)

(0.00‌)(c)

Total

Distributions

to

Shareholders

(0.02‌)

(0.00‌)

NET

ASSET

VALUE,

End

of

Period

$

1.00‌

$

1.00‌

TOTAL

RETURN

2.06‌%(d)

0.07‌%(d)

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

352,759‌

$

13,407‌

Ratios

to

Average

Net

Assets:

Net

investment

income

4.01‌%(e)

4.06‌%(e)

Net

expenses

0.80‌%(e)

1.00‌%(e)

Gross

expenses

(f)

0.82‌%(e)

7.71‌%(e)

(a)

Commencement

of

operations.

(b)

Calculated

based

on

average

shares

outstanding

during

the

period.

(c)

Less

than

$0.01

per

share.

(d)

Not

annualized.

(e)

Annualized.

(f)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Popular

U.S.

Government

Money

Market

Fund,

LLC

FINANCIAL

HIGHLIGHTS

8

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

the

period.

For

the

Six

Months

Ended

December

31,

2024

June

24,

2024

(a)

Through

June

30,

2024

CLASS

A

WITHHOLDING

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

1.00‌

$

1.00‌

INVESTMENT

OPERATIONS

Net

investment

income

(b)

0.02‌

0.00‌(c)

Total

from

Investment

Operations

0.02‌

0.00‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

(0.02‌)

(0.00‌)(c)

Total

Distributions

to

Shareholders

(0.02‌)

(0.00‌)

NET

ASSET

VALUE,

End

of

Period

$

1.00‌

$

1.00‌

TOTAL

RETURN

2.03‌%(d)

0.08‌%(d)

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

327,012‌

$

212,473‌

Ratios

to

Average

Net

Assets:

Net

investment

income

3.96‌%(e)

4.04‌%(e)

Net

expenses

0.92‌%(e)

1.00‌%(e)

Gross

expenses

(f)

0.94‌%(e)

6.73‌%(e)

(a)

Commencement

of

operations.

(b)

Calculated

based

on

average

shares

outstanding

during

the

period.

(c)

Less

than

$0.01

per

share.

(d)

Not

annualized.

(e)

Annualized.

(f)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Popular

U.S.

Government

Money

Market

Fund,

LLC

FINANCIAL

HIGHLIGHTS

9

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

the

period.

For

the

Six

Months

Ended

December

31,

2024

May

20,

2024

(a)

Through

June

30,

2024

CLASS

I

INSTITUTIONAL

NON-WITHHOLDING

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

1.00‌

$

1.00‌

INVESTMENT

OPERATIONS

Net

investment

income

(b)

0.02‌

0.01‌

Total

from

Investment

Operations

0.02‌

0.01‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

(0.02‌)

(0.01‌)

Total

Distributions

to

Shareholders

(0.02‌)

(0.00‌)

NET

ASSET

VALUE,

End

of

Period

$

1.00‌

$

1.00‌

TOTAL

RETURN

2.06‌%(c)

0.49‌%(c)

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

13,646‌

$

100‌

Ratios

to

Average

Net

Assets:

Net

investment

income

3.97‌%(d)

4.30‌%(d)

Net

expenses

0.85‌%(d)

1.00‌%(d)

Gross

expenses

(e)

0.92‌%(d)

919.62‌%(d)

(a)

Commencement

of

operations.

(b)

Calculated

based

on

average

shares

outstanding

during

the

period.

(c)

Not

annualized.

(d)

Annualized.

(e)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Popular

U.S.

Government

Money

Market

Fund,

LLC

FINANCIAL

HIGHLIGHTS

10

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

the

period.

July

17,

2024

(a)

Through

December

31,

2024

CLASS

I

INSTITUTIONAL

WITHHOLDING

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

1.00‌

INVESTMENT

OPERATIONS

Net

investment

income

(b)

0.02‌

Total

from

Investment

Operations

0.02‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

(0.02‌)

Total

Distributions

to

Shareholders

(0.02‌)

NET

ASSET

VALUE,

End

of

Period

$

1.00‌

TOTAL

RETURN

1.86‌%(c)

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

5,172‌

Ratios

to

Average

Net

Assets:

Net

investment

income

3.85‌%(d)

Net

expenses

0.79‌%(d)

Gross

expenses

(e)

1.01‌%(d)

(a)

Commencement

of

operations.

(b)

Calculated

based

on

average

shares

outstanding

during

the

period.

(c)

Not

annualized.

(d)

Annualized.

(e)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Popular

U.S.

Government

Money

Market

Fund,

LLC

NOTES

TO

FINANCIAL

STATEMENTS

December

31,

2024

11

Note

1.

Organization

Popular

U.S.

Government

Money

Market

Fund,

LLC

(the

“Fund”

or

the

“Registrant”)

is

a

Puerto

Rico

limited

liability

company

and

is

treated

as

a

foreign

corporation

for

U.S.

federal

income

tax

purposes

under

Part

I

of

Subchapter

M

of

Chapter

I

of

the

Internal

Revenue

Code

of

1986,

as

amended,

(the

“U.S.

Code”)

commencing

with

its

taxable

year

ending

June

30,

2024.

The

Fund

is

organized

as

a

continuously

offered,

diversified,

open-end

management

investment

company

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“Act”).

The

Fund

was

organized

under

the

laws

of

Puerto

Rico

on

August

17,

2022.

The

Fund

operates

in

a

manner

that

will

cause

it

to

be

exempt

from

Puerto

Rico

income

and

municipal

license

tax

under

the

Puerto

Rico

Internal

Revenue

Code

of

2011,

as

amended

(the

“PR

Code”),

and

the

Puerto

Rico

Municipal

Code,

as

amended

(the

“Municipal

Code”),

as

a

registered

investment

company.

The

Fund’s

investment

objective

is

to

seek

to

provide

current

income

consistent

with

preservation

of

capital

and

liquidity.

Under

its

Third

Amended

and

Restated

Limited

Liability

Company

Agreement,

the

Fund

is

authorized

to

issue

an

unlimited

number

of

shares

of

beneficial

interest

without

par

value.

The

Fund’s

first

registration

statement

became

effective

on

May

1,

2024

(commencement

of

operations).

The

Fund

currently

offers

Class

A

Withholding

Shares,

Class

A

Non-Withholding

Shares,

Class

I

Institutional

Withholding

Shares,

and

Class

I

Institutional

Non-Withholding

Shares.

Each

share

class

represents

an

ownership

interest

in

the

same

investment

portfolio

of

securities.

Class

I-Institutional

Non-Withholding

Shares,

Class

A

Withholding

Shares,

Class

A

Non-Withholding

Shares

and

Class

I

Institutional

Withholding

Shares

commenced

operations

on

May

20,

2024,

June

24,

2024,

June

25,

2024

and

July

17,

2024,

respectively.

The

Fund

operates

as

a

“government

money

market

fund,”

as

defined

in

Rule

2a-7

under

the

Act.

As

a

government

money

market

fund,

the

Fund:

(1)

is

permitted

to

use

the

amortized

cost

method

of

valuation

to

seek

to

maintain

a

$1.00

share

price,

and

(2)

must

invest

at

least

99.5%

of

its

total

assets

in

cash,

“government

securities”

(as

defined

in

Rule

2a-7)

and/or

repurchase

agreements

that

are

“collateralized

fully”

(i.e.,

backed

by

cash

or

government

securities).

Note

2.

Summary

of

Significant

Accounting

Policies

The

Fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

Accounting

Standards

Codification

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

the

disclosure

of

contingent

liabilities

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

income

and

expenses

in

net

assets

from

operations

during

the

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

of

the

Fund:

Fair

Value

Measurements

Under

GAAP,

fair

value

is

defined

as

the

price

that

would

be

received

to

sell

an

asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

A

fair

value

measurement

assumes

that

the

transaction

to

sell

the

asset

or

transfer

the

liability

occurs

in

the

principal

market

for

the

asset

or

liability

or,

in

the

absence

of

a

principal

market,

the

most

advantageous

market

for

the

asset

or

liability.

GAAP

establishes

a

fair

value

hierarchy

that

prioritizes

the

inputs

and

valuation

techniques

used

to

measure

fair

value

into

three

levels

in

order

to

increase

consistency

and

comparability

in

fair

value

measurements

and

disclosures.

The

classification

of

assets

and

liabilities

within

the

hierarchy

is

based

on

whether

the

inputs

to

the

valuation

methodology

used

for

the

fair

value

measurement

are

observable

or

unobservable.

Observable

inputs

reflect

the

assumptions

market

participants

would

use

in

pricing

the

asset

or

liability

based

on

market

data

obtained

from

independent

sources.

Unobservable

inputs

reflect

the

Fund’s

estimates

about

assumptions

that

market

participants

would

use

in

pricing

the

asset

or

liability

based

on

the

best

information

available.

The

hierarchy

is

broken

down

into

three

levels

based

on

the

reliability

of

inputs

as

follows:

Level

1

–

Unadjusted

quoted

prices

in

active

markets

for

identical

assets

or

liabilities

at

the

measurement

date.

Valuation

of

these

instruments

does

not

need

a

significant

degree

of

judgment

since

valuations

are

based

on

quoted

prices

that

are

readily

available

in

an

active

market.

Level

2

–

Quoted

prices

other

than

those

included

in

Level

1

that

are

observable

either

directly

or

indirectly.

Level

2

inputs

include

quoted

prices

for

similar

assets

or

liabilities

in

active

markets,

quoted

prices

for

identical

or

similar

assets

or

liabilities

in

markets

Popular

U.S.

Government

Money

Market

Fund,

LLC

NOTES

TO

FINANCIAL

STATEMENTS

December

31,

2024

12

that

are

not

active,

or

other

inputs

that

are

observable

or

that

can

be

corroborated

by

observable

market

data

for

substantially

the

full

term

of

the

financial

instrument.

Level

3

–

Unobservable

inputs

are

significant

to

the

fair

value

measurement.

Unobservable

inputs

reflect

the

Fund’s

own

assumptions

about

assumptions

that

market

participants

would

use

in

pricing

the

asset

or

liability.

The

Fund

maximizes

the

use

of

observable

inputs

and

minimizes

the

use

of

unobservable

inputs

by

requiring

that

the

observable

inputs

be

used

when

available.

The

inputs

or

methodologies

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risk

associated

with

investing

in

those

securities.

Fair

value

is

based

upon

quoted

market

prices

when

available.

If

listed

prices

or

quotes

are

not

available,

the

Fund

employs

internally‐developed

models

that

primarily

use

market‐based

inputs

including

yield

curves,

interest

rates,

volatilities,

and

credit

curves,

among

others.

Valuation

adjustments

are

limited

to

those

necessary

to

ensure

that

the

financial

instrument’s

fair

value

is

adequately

representative

of

the

price

that

would

be

received

or

paid

in

the

marketplace.

These

adjustments

include

amounts

that

reflect

counterparty

credit

quality,

constraints

on

liquidity,

and

unobservable

parameters

that

are

applied

consistently.

The

estimated

fair

value

may

be

subjective

in

nature

and

may

involve

uncertainties

and

matters

of

significant

judgment

for

certain

financial

instruments.

Changes

in

the

underlying

assumptions

used

in

calculating

fair

value

could

significantly

affect

the

results.

In

addition,

the

fair

value

estimates

are

based

on

outstanding

balances

without

attempting

to

estimate

the

value

of

anticipated

future

business.

Therefore,

the

estimated

fair

value

may

materially

differ

from

the

value

that

could

actually

be

realized

on

a

sale.

On

August

4,

2022,

the

Board

of

Directors

of

the

Fund

appointed

Popular

Asset

Management

LLC,

a

subsidiary

of

Popular,

Inc.,

as

the

Fund’s

valuation

designee

within

the

meaning

of

1940

Act

Rule

2a-5

(the

“Valuation

Designee”).

The

Valuation

Designee

is

responsible

for

overseeing

and

implementing

the

procedures

and

functions

related

to

the

valuation

of

portfolio

securities

for

the

purpose

of

determining

the

net

asset

value

of

the

Fund.

In

addition,

the

Valuation

Designee

is

responsible

for

determining:

-The

fair

valuation

of

all

securities

for

which

no

price

or

value

is

available

at

the

time

the

Fund’s

net

asset

value

is

calculated

on

a

particular

day.

-The

fair

valuation

of

portfolio

instruments

for

which

the

prices

or

values

available

do

not,

in

the

judgment

of

the

investment

adviser,

represent

the

fair

valuation

of

such

portfolio

instruments.

Securities

are

valued

at

amortized

cost,

which

approximates

market

value.

This

method

of

valuation

is

designed

to

enable

the

Fund

to

price

its

shares

at

$1.00

per

share.

The

Fund

cannot

guarantee

that

its

net

asset

value

will

always

remain

at

$1.00

per

share.

In

valuing

the

Fund’s

assets

as

of

December

31,

2024,

all

investments

of

the

Fund

are

valued

using

amortized

cost,

which

is

a

methodology

utilizing

Level

2

inputs.

Puerto

Rico

Taxation

of

the

Fund

Income

Taxes.

The

Fund

should

be

exempt

from

Puerto

Rico

income

tax

for

a

taxable

year

if

it

distributes

to

its

shareholders

at

least

90%

of

its

net

income

for

the

taxable

year

within

the

time

period

provided

by

the

PR

Code

(the

“90%

Distribution

Requirement”).

In

determining

its

net

income

for

purposes

of

the

90%

Distribution

Requirement,

the

Fund

shall

not

take

into

account

capital

gains

and

losses

and

certain

items

of

income

(including

interest)

that

are

exempt

from

taxation

under

the

PR

Code.

The

Fund

intends

to

meet

the

90%

Distribution

Requirement

to

be

exempt

from

Puerto

Rico

income

tax.

Property

Taxes.

Under

the

provisions

of

the

Municipal

Code,

the

Fund

will

be

subject

to

property

taxes.

However,

property

of

the

Fund

that

consists

of

repurchase

agreements,

obligations

of

the

Government

of

Puerto

Rico

or

the

U.S.

Government

and

stocks

of

domestic

or

foreign

corporations

are

exempt

from

property

taxes

imposed

by

the

Municipal

Code.

Municipal

License

Taxes.

Under

Act

93-2013,

Puerto

Rico

registered

investment

companies

are

exempt

from

the

municipal

license

tax

imposed

by

the

Puerto

Rico

municipalities.

Pursuant

to

Article

1.007

of

the

Municipal

Code,

Puerto

Rico

municipalities

have

the

authority

to

impose

taxes

that

are

not

incompatible

with

the

taxes

imposed

by

the

Commonwealth

of

Puerto

Rico.

The

municipality

of

San

Juan

may

disagree

with

the

holding

of

PR

Treasury

Popular

U.S.

Government

Money

Market

Fund,

LLC

NOTES

TO

FINANCIAL

STATEMENTS

December

31,

2024

13

Determination

19-04

and

refuse

to

treat

the

Fund

as

a

registered

investment

company

under

Act

93-2013,

causing

the

imposition

of

municipal

license

taxes

of

1.5%

on

the

gross

revenues

of

the

Fund.

United

States

Taxation

of

the

Fund

Income

Taxes.

For

purposes

of

the

U.S.

Code,

the

Fund

is

treated

as

a

foreign

corporation.

Based

on

certain

representations

made

by

the

Fund,

the

Fund

should

not

be

treated

as

engaged

in

a

trade

or

business

with

the

United

States

for

purposes

of

the

Code.

The

Fund

is

not

expected

to

be

engaged

in

a

U.S.

trade

or

business

for

U.S.

federal

income

tax

purposes.

As

a

foreign

corporation

not

engaged

in

a

U.S.

trade

or

business,

the

Fund

should

generally

not

be

subject

to

U.S.

federal

income

tax

on

gains

derived

from

the

sale

or

exchange

of

personal

property

or

any

other

income

from

sources

outside

the

U.S.

However,

if

it

is

determined

that

the

Fund

is

engaged

in

a

trade

or

business

within

the

United

States

for

purposes

of

the

U.S.

Code,

and

the

Fund

has

taxable

income

that

is

effectively

connected

with

such

U.S.

trade

or

business,

the

Fund

will

be

subject

to

the

regular

U.S.

corporate

income

tax

on

its

effectively

connected

taxable

income,

and

possibly

to

a

30%

branch

profits

tax

and

state

and

local

taxes

as

well.

Interest

received

by

the

Fund

from

U.S.

sources

on

certain

registered

obligations

(“Portfolio

Interest”)

and

gains

derived

by

the

Fund

from

the

sale

or

exchange

of

personal

property

(other

than

a

“United

States

Real

Property

Interest”,

as

such

term

is

defined

in

the

U.S.

Code)

are

not

subject

to

U.S.

federal

income

tax.

It

is

the

intent

of

the

Fund’s

management

to

derive

only

U.S.

source

interest

income

considered

to

be

Portfolio

Interest

with

respect

to

its

investments

in

U.S.

fixed-income

securities.

Moreover,

as

a

foreign

corporation

not

engaged

in

trade

or

business

in

the

U.S.,

the

Fund

should

only

be

subject

to

U.S.

federal

income

taxation

if

it

realizes

certain

items

of

U.S.

source

income

of

a

fixed

or

determinable

annual

or

periodic

nature,

in

which

case

the

Fund

should

be

subject

to

withholding

of

U.S.

federal

income

tax

at

a

30%

rate

on

certain

types

of

U.S.

source

income.

Dividends

from

sources

within

the

United

States

may

qualify

for

a

reduced

10%

rate

if

certain

conditions

are

met.

U.S.

Foreign

Account

Tax

Compliance

Act

(“FATCA”).

The

U.S.

Internal

Revenue

Code

imposes

a

30%

withholding

tax

upon

most

payments

of

U.S.

source

income

made

to

certain

“foreign

financial

institutions”

or

“non-financial

foreign

entities”

(including

“non-financial

foreign

territory

entities”),

unless

certain

certification

and

reporting

requirements

are

satisfied.

Payments

on

certain

grandfathered

obligations

are

not

subject

to

the

referenced

30%

withholding.

The

IRS

has

released

proposed

regulations,

which

taxpayers

may

rely

on,

that

eliminate

the

withholding

tax

under

FATCA

on

payments

of

proceeds

from

the

sale

of

property

that

could

give

rise

U.S.

source

interest

or

dividends.

Regulations

issued

by

the

U.S.

Department

of

the

Treasury

and

the

IRS

(the

“FATCA

Regulations”)

treat

the

Fund

as

a

“territory

non-financial

foreign

entity.”

Under

this

classification,

the

Fund

could

be

required

to

provide

to

the

payors

of

such

income

(except

with

respect

to

certain

grandfathered

obligations)

certain

information

with

respect

to

its

investors.

The

payors,

in

turn,

would

be

required

to

disclose

such

information

to

the

IRS.

Under

the

FATCA

Regulations,

the

Fund

would

not

have

to

provide

the

required

information

if

it

is

wholly

owned

directly

or

indirectly

by

investors

who

are

individual

bona

fide

residents

of

Puerto

Rico

for

purposes

of

Section

933

of

the

U.S.

Code,

otherwise

it

will

have

to

provide

the

information

with

respect

to

direct

and

indirect

substantial

U.S.

owners

of

the

Fund.

However,

the

Fund

has

elected

to

register

as

a

direct

reporting

non-financial

foreign

entity,

and

as

such,

it

is

required

to

provide

such

information

directly

to

the

IRS

by

filing

Form

8966

with

the

IRS.

If

the

Fund

is

unable

to

obtain

such

information

from

any

such

investor

or

otherwise

fails

or

is

unable

to

comply

with

the

requirements

of

the

U.S.

Code,

the

FATCA

Regulations

or

any

other

implementing

rules,

certain

payments

to

the

Fund

may

be

subject

to

a

30%

withholding

tax.

By

making

an

investment

in

the

Fund,

each

investor

agrees

to

provide

all

information

and

certifications

necessary

to

enable

the

Fund

to

comply

with

these

requirements. 

To

ensure

that

the

investors

that

acquire

shares

after

the

date

hereof

will

have

the

obligation

to

timely

provide

the

Fund

the

information

required

to

comply

with

the

U.S.

Code,

by

making

an

investment

in

shares,

each

investor

agrees

to

provide

all

information

and

certifications

necessary

to

enable

the

Fund

to

comply

with

these

requirements

and

authorizes

the

Fund

to

redeem

the

shares

of

any

investor

that

fails

to

timely

provide

such

information

or

certifications.

In

addition,

any

investor

that

fails

to

timely

provide

the

requested

information

or

certifications

will

be

required

to

indemnify

the

Fund

for

the

entirety

of

the

30%

percent

tax

withheld

on

all

of

the

Fund’s

income

as

a

result

of

such

investor’s

failure

to

provide

the

information.

Dividends

and

Distributions

to

Shareholders

–

Dividends

from

net

investment

income

are

declared

daily

and

paid

monthly.

The

Fund

will

distribute

net

realized

capital

gains

(including

net

short-term

capital

gains),

if

any,

at

least

annually;

however,

the

Fund

does

not

expect

to

realize

any

long-term

capital

gains

and

losses.

Popular

U.S.

Government

Money

Market

Fund,

LLC

NOTES

TO

FINANCIAL

STATEMENTS

December

31,

2024

14

Allocation

of

Income,

Fund-level

Expenses,

and

Realized

and

Unrealized

Gains

or

Losses

–

The

Fund

uses

the

fair

value

of

shares

outstanding

method

for

allocating

income,

fund‐level

expenses,

and

realized

gains

or

losses.

Under

this

method,

each

class

of

shares

participates

based

on

the

total

net

asset

value

of

its

shares

in

proportion

to

the

total

net

assets

of

the

Fund.

Class‐level

expenses

are

charged

directly

to

the

individual

classes

to

which

they

relate.

Other

–

Security

transactions

are

accounted

for

on

the

trade

date

(the

date

the

order

to

buy

or

sell

is

executed).

Realized

gains

and

losses

on

security

transactions

are

determined

on

the

identified

cost

method.

Premiums

and

discounts

on

securities

purchased

are

amortized

over

the

life

or

the

expected

life

of

the

respective

securities

using

the

straight

line

method

and

are

included

in

interest

income.

Interest

income

is

accrued

daily

except

when

collection

is

not

expected.

Commitments

and

Contingencies

–

In

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

provide

general

indemnifications

by

the

Fund

to

the

counterparty

to

the

contract.

The

Fund’s

maximum

exposure

under

these

arrangements

is

dependent

on

future

claims

that

may

be

made

against

the

Fund

and,

therefore,

cannot

be

estimated;

however,

based

on

industry

experience,

the

risk

of

loss

from

such

claims

is

considered

remote.

Note

3.

Advisory

Fees,

Servicing

Fees

and

Other

Transactions

Investment

Adviser

–

Popular

Asset

Management

LLC

(the

“Adviser”),

is

the

Fund’s

investment

adviser.

The

Adviser

receives

an

advisory

fee

at

an

annual

rate

equal

to

0.25%

of

the

Fund’s

average

annual

daily

net

assets.

The

Adviser

has

contractually

agreed

to

waive

fees

and/or

reimburse

expenses

to

the

extent

that

Total

Annual

Fund

Operating

Expenses

(excluding

interest,

taxes,

brokerage

commissions

and

extraordinary

expenses)

exceed

1.00%

of

the

average

daily

net

assets

of

a

class

of

the

Fund.

Any

amounts

contractually

waived

or

reimbursed

by

the

Adviser

will

be

subject

to

repayment

by

the

Fund

to

the

Adviser

within

three

years,

calculated

monthly

from

when

the

waiver

or

reimbursement

was

recorded.

Any

repayment

by

the

Fund

to

the

Adviser

will

not

cause

the

Fund’s

expenses

to

exceed

(i)

the

expense

limitation

at

the

time

the

fees

are

waived

and

(ii)

the

expense

limitation

in

effect

at

the

time

of

such

reimbursement.

The

expense

limitation

shall

be

in

effect

until

at

least

December

31,

2025.

Other

service

providers

have

voluntarily

agreed

to

waive

a

portion

of

their

fees.

Other

waivers

are

not

eligible

for

recoupment.

For

the

period

ended

December

31,

2024,

fees

waived

and

expenses

reimbursed

by

the

Adviser

were

as

follows:

For

the

period

ended

December

31,

2024,

the

Adviser

recouped

$225,537

as

reflected

on

the

accompanying

Statement

of

Operations.

As

of

December

31,

2024,

the

Fund

had

$116,277

in

total

expenses

subject

to

recapture

by

the

Adviser.

Distribution

–

Popular

Securities,

LLC

serves

as

the

Fund’s

distributor

(the

“Distributor”).

The

Distributor

is

a

wholly-owned

subsidiary

of

Popular,

Inc.,

the

parent

company

of

the

Adviser.

The

Adviser

may,

but

is

not

obligated

to,

make

a

payment

to

the

Distributor

for

its

service

as

Distributor

to

the

Fund

out

of

the

Adviser’s

advisory

fee

or

other

resources

of

the

Adviser,

The

Distributor

is

not

affiliated

with

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

US

Holdings

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

or

their

affiliates.

The

Fund

has

adopted

a

Distribution

(12b-1)

Plan

(the

“Plan”)

for

Class

A

Withholding

Shares

and

Class

A

Non-Withholding

Shares

in

accordance

with

Rule

12b-1

of

the

Act.

Under

the

Plan,

the

Fund

pays

the

Distributor

and/

or

any

other

entity

as

authorized

by

the

Board

a

fee

of

up

to

0.25%

of

the

average

daily

net

assets

of

the

Class

A

Withholding

Shares

and

Class

A

Non-Withholding

Shares.

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

to

the

Fund.

Apex

also

provides

certain

shareholder

report

production,

and

EDGAR

conversion

and

filing

services.

Pursuant

to

a

services

agreement

between

the

Fund

and

Apex,

the

Fund

pays

Apex

customary

fees

for

its

services.

Directors

and

Officers

–

No

officer,

director

or

employee

of

the

Adviser

or

of

any

affiliate

thereof

receives

any

compensation

from

the

Fund

for

serving

as

an

officer

or

director

of

the

Fund.

The

Fund

will

pay

each

director

who

is

not

an

officer,

director

or

employee

of

the

Adviser

or

an

affiliate

thereof

a

fee

of

$1,000

per

meeting

attended,

together

with

such

director’s

actual

travel

and

out-of-pocket

expenses

relating

to

attendance

at

meetings.

The

three

independent

directors

of

the

Fund

also

serve

on

the

Fund’s

Investment

Adviser

Fees

Waived

Investment

Adviser

Expenses

Reimbursed

Other

Waivers

Total

Fees

Waived

and

Expenses

Reimbursed

$0

$555

$57,802

$58,357

Popular

U.S.

Government

Money

Market

Fund,

LLC

NOTES

TO

FINANCIAL

STATEMENTS

December

31,

2024

15

audit

committee

and

are

paid

based

upon

an

agreed

fee

of

$1,000

per

committee

meeting.

Note

4.

Offering

Costs

Offering

costs

include

state

registration

fees

and

legal

fees

regarding

the

preparation

of

the

initial

registration

statement.

Offering

costs

are

accounted

for

as

deferred

costs

until

operations

begin.

Offering

costs

are

then

amortized

to

expense

over

twelve

months

on

a

straight-line

basis,

beginning

with

the

commencement

of

operations

of

the

Fund.

As

of

December

31,

2024,

the

Fund

incurred

$538,837

in

offering

costs

that

were

paid

by

the

Adviser

and

are

subject

to

potential

recoupment.

For

the

period

ended

December

31,

2024,

the

Fund

amortized

$258,754

in

offering

costs

as

presented

on

the

accompanying

Statement

of

Operations.

The

remaining

$190,276

will

be

amortized

during

the

Fund’s

fiscal

year

ended

June

30,

2025.

Note

5.

Risks

and

Uncertainties

Obligations

of

U.S.

Government

agencies

and

authorities

receive

varying

levels

of

support

and

may

not

be

backed

by

the

full

faith

and

credit

of

the

U.S.

Government,

which

could

affect

the

Fund’s

ability

to

recover

should

they

default.

No

assurance

can

be

given

that

the

U.S.

Government

will

provide

financial

support

to

its

agencies

and

authorities

if

it

is

not

obligated

by

law

to

do

so.

The

Fund’s

yield

will

vary

as

the

short-term

securities

in

its

portfolio

mature

or

are

sold

and

the

proceeds

are

reinvested

in

other

securities.

When

interest

rates

are

very

low

or

negative,

the

Fund

may

not

be

able

to

maintain

a

positive

yield

or

pay

Fund

expenses

out

of

current

income

without

impairing

the

Fund’s

ability

to

maintain

a

stable

net

asset

value.

Additionally,

inflation

may

outpace

and

diminish

investment

returns

over

time.

Recent

and

potential

future

changes

in

monetary

policy

made

by

central

banks

and/or

their

governments

may

affect

interest

rates.

Interest

rate

risk

is

the

risk

that

interest

rates

will

rise

so

that

the

value

of

the

Fund’s

investments

will

fall.

The

Fund’s

yield

will

tend

to

lag

behind

changes

in

prevailing

short‐term

interest

rates.

In

addition,

during

periods

of

rising

interest

rates,

the

average

life

of

certain

types

of

securities

may

be

extended

because

of

the

right

of

the

issuer

to

defer

payments

or

make

slower

than

expected

principal

payments.

This

may

lock‐in

a

below

market

interest

rate,

increase

the

security’s

duration

(the

estimated

period

until

the

security

is

paid

in

full),

and

reduce

the

value

of

the

security.

This

is

known

as

extension

risk,

which

the

Fund

is

also

subject

to.

Conversely,

during

periods

of

declining

interest

rates,

the

issuer

of

a

security

may

exercise

its

option

to

prepay

principal

earlier

than

scheduled

in

order

to

refinance

at

lower

interest

rates,

forcing

the

Fund

to

reinvest

in

lower

yielding

securities.

This

is

known

as

prepayment

risk,

which

the

Fund

is

also

subject

to.

The

Fund

may

engage

in

repurchase

agreements,

which

are

transactions

in

which

the

Fund

sells

a

security

to

a

counterparty

and

agrees

to

buy

it

back

at

a

specified

time

and

price

in

a

specified

currency.

Repurchase

agreements

involve

the

risk

that

the

buyer

of

the

securities

sold

by

the

Fund

might

be

unable

to

deliver

the

securities

when

the

Fund

seeks

to

repurchase

them

and

may

be

unable

to

replace

the

securities

or

only

at

a

higher

cost.

Note

6.

Federal

Tax

Information

The

tax

character

of

distributions

reported

on

the

Statement

of

Changes

in

Net

Assets

for

the

period

ended

June

30,

2024

was

as

follows:

Note

7.

Subsequent

Events

Management

has

evaluated

all

subsequent

transactions

and

events

through

the

date

on

which

these

financial

statements

were

issued

and

had

determined

that

no

additional

items

require

adjustment

to

or

disclosure

in

the

financial

statements.

2024

Ordinary

Income

$169,015

Popular

U.S.

Government

Money

Market

Fund,

LLC

OTHER

INFORMATION

December

31,

2024

16

Change

in

and

Disagreements

with

Accountants

(Item

8

of

Form

N-CSR)

Not

applicable.

Proxy

Disclosure

(Item

9

of

Form

N-CSR)

Not

applicable.

Remuneration

Paid

to

Directors,

Officers,

and

Others

(Item

10

of

Form

N-CSR)

Please

see

financial

statements

in

Item

7a.

Statement

Regarding

the

Basis

for

the

Board’s

Approval

of

Investment

Advisory

Contract

(Item

11

of

Form

N-CSR)

Not

applicable.

FOR

MORE

INFORMATION

Investment

Adviser

Popular

Asset

Management

LLC

209

Muñoz

Rivera

Avenue

Popular

Center

North

Tower,

4th

Floor

San

Juan,

Puerto

Rico

00918

https://popularfunds.com

Transfer

Agent

Apex

Fund

Services

P.O.

Box

588

Portland,

ME

04112

www.apexgroup.com

Distributor

Popular

Securities

LLC

208

Ponce

De

Leon

Avenue

Popular

Center,

Suite

1200

San

Juan,

Puerto

Rico

00918

Popular

U.S.

Government

Money

Market

Fund

Popular

Center,

North

Building

Second

Level

(Fine

Arts)

209

Muñoz

Rivera

Avenue

San

Juan,

Puerto

Rico

00918

(787)

758-7400

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Fund.

It

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Fund’s

risks,

objectives,

fees

and

expenses,

experience

of

its

management,

and

other

information.

241-SAR-1224

(b)           Not applicable.

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

Not applicable.

ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

Included as part of the Annual Financial Statements and Other Information under Item 7(a).

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

Not applicable.

ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END

MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

ITEM 15. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Registrant does not accept nominees to the Board of Directors from shareholders.

ITEM 16. CONTROLS AND PROCEDURES

(a)           The Principal Executive Officer and the Principal Financial Officer, in their capacities as principal executive officer and principal financial officer of the registrant, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective, based on their evaluation of these controls and procedures as of a date within 90 days prior to the filing date of this report.

(b)       There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Reporting Period that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 17. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

Not applicable.

ITEM 19. EXHIBITS.

(a)(1)  Not applicable.

(a)(2)  Not applicable.

(a)(3)  Certifications pursuant to Rule 30a-2(a) and Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

(a)(4)  Not applicable.

(a)(5) Not applicable.

(b)      Certifications pursuant to Rule 30a-2(b) of the Act, and Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant              Popular U.S. Government Money Market Fund

By	/s/ Angel M. Rivera
	Angel M. Rivera, President
Date	February 12, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By	/s/ Angel M. Rivera
	Angel M. Rivera, President
Date	February 12, 2025

By	/s/ James Gallo
	James Gallo, Treasurer
Date	February 12, 2025